


Topside Circus

by HeroFizzer



Series: PaytreeOn Prompts [3]
Category: RWBY
Genre: Clowns, Hypnosis, Other, Transformation, bimbofication
Language: English
Status: Completed
Published: 2019-12-20
Updated: 2019-12-20
Packaged: 2021-02-27 01:27:44
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 2,005
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/21869143
Author URL: https://archiveofourown.org/users/HeroFizzer/pseuds/HeroFizzer
Summary: Fed up with waiting for a circus performance, Team RWBY goes off to find the ringmaster, herself looking for talent to fill the void. Luckily, she has some balloons the girls can use to assist her, although not how she expected it to go.
Series: PaytreeOn Prompts [3]
Series URL: https://archiveofourown.org/series/1552588
Kudos: 8





	Topside Circus

**Author's Note:**

> The following story contains clown transformation.  
> In case that weirds you out.

"Whose idea was this, again? I could be doing just about anything else right about now."

"Ruby suggested it, of course."

"Whaaat? Do you guys NOT want to enjoy the circus?!"

The four girls of Team RWBY stood outside a large circus tent at the carnival, waiting impatiently to get to a good seat. The line had been held up for a good ten minutes after the show was scheduled to start, with the huntresses arriving early thanks to their leader's call. This led to every one but Ruby growing impatient, the black haired huntress herself getting anxious to see the performance begin.

Weiss and Blake were clearly growing annoyed, with Yang tapping her arm while trying to maintain her chill. But even the golden haired huntress, who has dealt with her younger sibling after so long, was nearing the end of her rope of tolerance. "Ruby," Yang groaned, "it's not that we don't want to see a show, but this has been going on for a while. Nobody's here to tell us when to go in, and it's already running late."

"Look, there are already people getting out of line, they're so fed up!" Weiss shouted, pointing to the number of people leaving to do anything else with their time. "And there's already so much we wanted to do, but CAN'T because of you wasting our time!"

"Hey, it's not like I knew this would happen!" Ruby said, getting defensive with her icy teammate. "I just wanted us to experience something fun as a team, that's all!"

"And nothing says fun like standing in line." Blake said coldly.

"This is getting RIDICULOUS." Yang barked. "Screw it, I'm going in the tent to see what the hold up's all about!"

"Yang, no!" Ruby said, holding her sister back by the arm. "It's almost ready, I'm sure of it."

"Face it, Ruby," Weiss said, stepping in front of the siblings to make her way into the tent, "this really does require an investigation. At the very least we should have someone out here explaining the delay."

"And doing hunter work is better than nothing." Blake said, following behind the white haired huntress.

Yang shrugged her sister's arm off her, brushing it off before heading in with the other half of the group. "The sooner we look, the sooner the show starts, sis." she said.

Pouting, Ruby followed the rest of her team, wondering where her authority as the leader had gone. She just wanted today to be fun and enjoyable, not work. But she supposed someone had to get to the bottom of the matter, and it may as well be Beacon's finest.

After going around the tent and sneaking under the tarp, RWBY managed to look around at their settings, seeing that there was no lighting, and nobody around to speak to them. They found they were just behind a set of bleachers, and looked around to find someone in charge.

"Hello?" Weiss called out. "Is anyone around? Your stupid show is way overdue for starting!"

"Weiss, it's not stupid." Ruby hissed.

"I stand by my statement."

"Yeah, any place that can't start on time maybe shouldn't get anyone's sympathy." Blake said.

"Excuse me, but can I help you?" The four girls turned around to see a rather stacked woman standing before her, wearing makeup on her face that gave her the appearance of a Grimm, particularly the flying variety. She was dresses like some sort of gothic ringmaster, fitting given the face paint, and had a long whip at the ready to use on anyone that may do her harm. "This area is closed off to civilians."

"Sorry, but we have a complaint we'd like to file." Yang said, leering at the supposed ringmaster. "My friends and I, among others, have been waiting outside as patiently as possible, but now we're getting pissed. The sun is hot, we're bathing in our sweat, and the show is running late."

The woman shrugged. "Yeah? Well there isn't much I can do about it. Our Grimm act is cut due to recent actions across the continent."

"What do you mean?" Ruby asked.

"Eh, politics. I had this performance booked months ago, but it just went into effect that we can't use Grimm in our performances, no matter how well trained we get them. Too much whining about 'a threat to the innocent' or 'a waiver factory waiting to happen'. It's not my fault people are too stupid to realize you shouldn't get so close to a Grimm."

"Not us." Ruby said. "We're hunters, after all! We don't have any worries about Grimm!"

"Mainly because we KILL them." added Blake.

"So yeah, I had to set this shit up by law and by agreement," the ringmaster continued, sitting atop a crate, "But I can't actually DO anything because I have no acts! Those Grimm were the last thing I could legally do anything with!"

"Are you telling us even clowns can't legally work under you anymore?" Blake asked. "Because, I meanâ€¦those still seem to be in style."

"They quit on me too." groaned the ringmaster. "And it's BECAUSE of the Grimm stuff! If they don't show up, they don't get paid, which means they don't work. So I'm out of things to give the crowd. Unlessâ€¦" A wicked grin runs over the already wicked looking face of the ringmaster, who reaches into her pocket to pull out some unused balloons. "Good, just ebough for all of you." she said, stretching one out as she blew into it with her lips.

"Enoughâ€¦balloons?" Ruby said, uncertain what the woman's plan was. "What do you need those for?"

"You'll see." The ringmaster assured them, blowing up a second one. "I think you girls will be the perfect fit for my show, but you don't have the right assets."

Weiss looked down at her chest, aware she was the flattest of the four, and promptly asked, "And just what, pray tell, are you implying with that?!"

"Yeah, I got all the titty in this committee already, lady!" Yang barked, her fists clenched tightly as she took a step forward.

“Yes, right, fascinating,” said the ringmaster, tying the balloons onto two ends of the string, “now here, all of you wrap these around your necks and let the balloons sit on your tits.”

“Um...okay...” Ruby said, curious as to what the woman was up to. She and the other huntresses looked skeptical after they were handed the balloons on strings, but did so in the hopes that it would save the show for everyone else involved. The balloons sat on their breasts, the string wrapped around them to ensure they did so. “So, now what?”

“Now we wait for the magic.” the ringmaster said with a grin.

“Magic?” Yang laughed. “Lady, there's no such thing as...mag...magi...maaaahahahahaha, what's going on here!”

The other three girls looked at Yang with unusual glances, hearing her laugh midway through her sentence. “Yang?” Ruby asked, tapping her sister's shoulder. “Are you okay?”

Turning to face the huntresses, they looked at Yang with horror as she held a creepy smile on her face, where her skin had turned a pale shade of white. Sweat grew on her face as the balloons somehow managed to transform into the same shade of skin tone as the blonde's, making her already big breasts turn even bigger.

“What's going on here?!” Blake shouted, getting on the defensive position. “What did you do to Yang?”

The ringmaster shrugged. “Just some magic balloons I found. They make the person wearing them grow in size, but their brains also go to their boobs.”

“...Well I suppose it could be worse,” Weiss groaned, as if accepting her fate, “they could have been full of helium.”

“How is THAT worse?” Blake asked, watching the balloons sink through her clothes while attaching to her skin.

“Just the idea of floating away...” Weiss said, losing her cool right after. She began to laugh in a manner similar to Yang, her clothes springing from her larger bosom to reveal her larger orbs. Giggling like a lunatic, Weiss started to rub her larger mounds, the squeaking sound of balloons coming from them. “Hee hee hee!” Weiss giggled.

“Hee hee!” Yang gigled as well, bouncing up and down as she rubbed her enlarged tits against Weiss's. Their nipples rubbed against the others, making the worst sound possible to anyone still there with their sanity in check, meaning Ruby and Blake.

“We...heh…we gotta help them.” Ruby said, trying to be determined.

“Ruby, I think they're long gone.” Blake assured her. Just as she recalled that they had the balloons around their shoulders, the cat Faunus panicked. “And...so are weeeeeheee heee HEEEEE!”

“Blake NOOOOOHOHOHOOOOOHOOOOOO!” Ruby laughed, doubling over as she held her arms against her ribs. Their faces soon followed the same fate as their teammates, turning a clean shade of white that made it seem they were caked in makeup.

"Ah, good, I was hoping you forgot about yourselves." said the ringmaster, sitting idly as she watches the four huntresses take shape. The figures of each young woman curved in somewhat, their backsides becoming equally bubbly as their breasts had become. The clothes they wore became more cheerful shades of what they already wore, exaggerated with the same collars and baggy clothing that any clown wore. The eyes of each girl changed into a hypnotic state, a forced grin on their lips while their shoes grew out into the size of those found at bowling alleys. Their noses shifted from the typical, beautiful human shape to a rounded sphere, the color becoming like that of a cherry.

Ecstatic, the ringmaster clasped her hands together, watching as the bimbofied members of Team RWBY study their now squeaky bodies, their bouncy jugs, and their permanent smiles. They were all giggling and laughing at the sight of one another, watching as their balloon tits pushed into the other's set. “Wonderful! I thank you all for your efforts in volunteering your bodies for this big performance. There may not be much I can do with just four bodies, but I think we can agree that it will make up for the time spent delaying the actual show, right?” The huntresses were incapable of speaking, merely bouncing in place and giggling like the clowns they had become. “You know what, I'm going to take that as a yes.”

##

“Geez, that took forever, didn't it, Velvet?”

“Of course it did, but I'm expecting a good show for all that waiting! And you wanted to finally leave for something else?”

Coco sighed as she and Velvet took seats on the bleachers, the rabbit Faunus wrapping her arm around her team leader as they prepared for the show to start. The lights dimmed down until there was only a spotlight shining in the center ring, where the ringmaster showed up, her eager smile all the creepier thanks to the makeup painting her like a Grimm. “Ladies and gentlemen, thank you for your patience! We're so very glad you could join us this lovely afternoon, and hope you have a blast! So without further aideu, let us bring out our lovely clown performers!”

The circus tent fills with the sound of a warped version of Here Come the Gladiators as Ruby cartwheels her way out for the performers to stare on at, with Blake trying to ride a unicycle while her rubberized legs brushed into one another to make loud squeaky sounds. Yang and Weiss were running around in two different halves of a horse costume, with one chasing after the other while remaining ever so giggly about their act.

Velvet tapped her chin, humming in thought. “You know, I'm not sure what it is, but those clowns look familiar, don't they?” she asked her partner.

“Who cares about that?” Coco asked with a grin, saliva already trickling from her lip. “They look fucking hot! I'm gonna have to bang them after the show!”

**Author's Note:**

> Thank you for reading!
> 
> If you'd like to follow for more content and community, as well as updates on my content, be sure to visit me here:  
> https://discord.gg/UEYU52  
> And here: https://twitter.com/HeroicFizzer


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